Companies.
Reduction of Share Capital.
58. (1) Subject to confirmation by the court, a company limited by shares or a company limited by guarantee and having a share capital may, if so authorized by its articles, by special resolution reduce its share capital in any way, and in particular, without prejudice to the generality of the foregoing power, may-
(a) extinguish or reduce the liability on any of its shares in respect of share capital not paid up; or
(b) either with or without extinguishing or reducing liability on any of its shares, cancel any paid-up share capital which is lost or unrepresented by available assets; or
(c) either with or without extinguishing or reducing liability on any of its shares, pay off any paid-up share capital which is in excess of the wants of the company,
and may, if and so far as is necessary, alter its memorandum by reducing the amount of its share capital and of its shares accordingly.
(2) A special resolution under this section is in this Ordinance referred to as a resolution for reducing share capital.
[57
[CAP. 32
Special resolution for reducing share capital.
19 & 20 Geo. 5, c. 23, s. 55.
Application to court for order, objections by creditors, and settlement of list of creditors.
59. (1) Where a company has passed a resolution for reducing share capital, it may apply by petition to the court for an order confirming the reduction.
(2) Where the proposed reduction of share capital involves either diminution of liability in respect of share capital or the payment to any shareholder of any paid-up share capital, and in any other case if the court so directs, the following provisions shall have effect, subject nevertheless to the next following subsection-
(a) every creditor of the company who at the date fixed by the court is entitled to any debt or claim which, if that date were the commencement of the winding up of the company, would be admissible in proof against the company, shall be entitled to object to the reduction;
(b) the court shall settle a list of creditors so entitled to object, and for that purpose shall ascertain, as
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19 & 20 Geo. 5, c. 23, s. 56.
Companies.
Reduction of Share Capital.
58. (1) Šubject to confirmation by the court, a com- pany limited by shares or a company limited by guarantee and having a share capital may, if so authorized by its articles, by special resolution reduce its share capital in any way, and in particular, without prejudice to the generality of the foregoing power, may-
(a) extinguish or reduce the liability on any of its shares
in respect of share capital not paid up; or
(b) either with or without extinguishing or reducing liability on any of its shares, cancel any paid-up share capital which is lost or unrepresented by available assets; or
(c) either with or without extinguishing or reducing liability on any of its shares, pay off any paid-up share capital which is in excess of the wants of the company,
and may, if and so far as is necessary, alter its memorandum by reducing the amount of its share capital and of its shares accordingly.
(2) A special resolution under this section is in this Ordinance referred to as a resolution for reducing share capital.
[57
[CAP. 32
Special reduction of
resolution for
share capital.
19 & 20 Geo. 5,
c. 23, s. 55.
Application
59. (1) Where a company has passed a resolution for reducing share capital, it may apply by petition to the court confirming for an order confirming the reduction.
capital unpaid
(2) Where the proposed reduction of share involves either diminution of liability in respect of share capital or the payment to any shareholder of any paid-up share capital, and in any other case if the court so directs, the following provisions shall have effect, subject nevertheless to the next following subsection-
(a) every creditor of the company who at the date fixed by the court is entitled to any debt or claim which, if that date were the commencement of the wind- ing up of the company, would be admissible in proof against the company, shall be entitled to object to the reduction;
(b) the court shall settle a list of creditors so entitled to object, and for that purpose shall ascertain, as
49
to court for
order, objections by creditors, and settlement
objecting
of list of creditors. c. 23, s. 56.
19 & 20 Geo. 5,
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